Welcome to our dedicated page for Timken SEC filings (Ticker: TKR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page provides access to U.S. Securities and Exchange Commission filings for The Timken Company (NYSE: TKR), an Ohio-incorporated global technology leader in engineered bearings and industrial motion. Timken files annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K, along with other required documents.
In its periodic reports, Timken presents consolidated financial statements, segment information for its Engineered Bearings and Industrial Motion businesses, and discussions of factors affecting performance such as pricing, foreign currency translation, acquisitions, end-market demand, material and logistics costs and tariffs. These filings also include explanations of non-GAAP measures like EBITDA and adjusted EBITDA, which the company uses in managing the business.
Current reports on Form 8-K document material events, including quarterly and second-quarter earnings releases, leadership changes such as the appointment of a new president and chief executive officer and a new vice president and chief financial officer, and other significant corporate developments. Certain information in these 8-K filings is furnished rather than filed, as Timken notes in its disclosures.
Investors can also review filings that describe executive compensation and severance arrangements, board decisions on leadership roles and details of Timken’s securities registered on the New York Stock Exchange. The company has disclosed its application to cease being a reporting issuer in Ontario, Canada, while continuing to file all required materials with U.S. regulators and the NYSE.
On Stock Titan, Timken’s SEC filings are updated as they become available from EDGAR. AI-powered summaries help explain key points from lengthy documents, highlight segment trends and clarify the implications of material events, enabling users to navigate Timken’s regulatory history more efficiently.
The Timken Company (TKR) filed a Form 144 reporting a proposed sale of 4,869 shares of common stock acquired on 08/26/2025 via restricted stock vesting. The securities are to be sold through Citigroup Global Markets, Inc. on the NYSE with an aggregate market value of $383,969.34 based on the filing. The filing states 69,643,004 shares outstanding, and the shares were acquired in connection with services rendered to the company.
The filer reports no securities sold in the past three months and certifies not to possess undisclosed material adverse information. The notice includes the seller's representation and the standard legal warning about false statements.
Megan Renee Lanzarotta filed an initial Form 3 reporting direct ownership of 1,560 shares of Timken Company (TKR) common stock and beneficial ownership of 2,761 restricted share units (RSUs) that convert to common stock on specified vesting dates between 02/10/2026 and 12/31/2029. The RSUs include performance-based awards vesting through 12/31/2027 and time-based tranches that vest 25% per year from their grant dates.
Michael Anthony Discenza filed a Form 3 reporting initial beneficial ownership in The Timken Company (TKR). He directly owns 15,748 common shares and holds a mix of employee stock options and restricted share units that vest through 2029, including options for 7,900 underlying shares and RSUs totaling 9,263 scheduled across various vesting and performance periods.
The Timken Company reported that its Board appointed Michael A. Discenza as Vice President and Chief Financial Officer effective August 14, 2025, succeeding Philip D. Fracassa, who will remain with the company until September 5, 2025. The company stated that Mr. Fracassa is leaving to pursue another opportunity and that his departure is not related to any financial or accounting issue or disagreement with the Board or the company.
Mr. Discenza has more than 25 years of finance and accounting experience at Timken and most recently served as Vice President – Finance & Group Controller. His CFO compensation includes a base salary of $500,000 per year, eligibility for an annual short-term incentive with a target of 70% of base salary, and beginning in 2026, participation in the long-term equity incentive program with a first-year target grant date value of about $1.1 million. He will also receive standard executive benefits, a severance agreement providing one times salary and incentive pay for certain terminations before a change in control and one and a half times after a change in control, and he is subject to the company’s standard confidentiality, non-competition, non-solicitation, and indemnification agreements.
Q2 FY25 snapshot (ended 30 Jun 25): Net sales $1.173 B, down 0.8% YoY; operating income $147.8 M, -12%; GAAP diluted EPS $1.12, -18%. Engineered Bearings contributed $777 M; Industrial Motion $396 M. Adjusted EBITDA slipped to $226 M (19.3% margin) from $246 M.
Year-to-date: Revenue $2.314 B (-2.5%); EPS $2.23 (-21%). Operating cash flow $169.9 M; capex $68.3 M, generating ~$102 M free cash flow (up YoY). Cash climbed to $419 M; no borrowings on the $750 M revolver. Total debt rose to $2.16 B after issuance of €600 M 4.13% 2034 notes; net leverage still within covenants.
Equity increased to $3.09 B as FX translation gains cut AOCI losses by $202 M. Company returned $95 M to shareholders (buybacks $46 M, dividends $50 M); shares outstanding 69.6 M.
Operating actions: CEO Tarak Mehta exited 31 Mar 25; former CEO Richard Kyle is interim. Hiddenite, NC bearing plant and Fort Scott, KS belts plant are being closed; YTD impairment/restructuring charges $13.8 M, with total closure costs estimated at $17-21 M. Effective tax rate Q2 26.4% vs 26.0% prior year. No guidance was issued.